Amendment No. 2 to Lease Earl Davie Building, dated June 14, 2004



 Exhibit 10.2 
  
 AMENDMENT NO. 2 TO LEASE 
  
 EARL DAVIE BUILDING 
  
 This AMENDMENT NO. 2 TO LEASE (this “Amendment”) is entered into as of the below date between ARE-1208 EASTLAKE AVENUE, LLC, a Delaware limited
liability company (“Landlord”) and ZYMOGENETICS, INC., a Washington corporation (“Tenant”). 
  
 Landlord and Tenant are parties to that certain Lease dated October 4, 2002, as amended by Amendment No. 2 to Lease dated December 31, 2002. Capitalized
terms not defined herein shall have the meanings set forth in the Lease. Pursuant to Section 24 of the Lease, Tenant constructed the Expansion and the purpose of this Amendment is to reflect the changes to the Lease as a result of completion of the
Expansion. 
  
 Now, therefore, Landlord and Tenant agree as
follows: 
  
 1. EXPANSION RENT COMMENCEMENT DATE. The
Expansion Rent Commencement Date is May 11, 2004. Effective on the Expansion Rent Commencement Date: (a) the Base Rent is increased to $270,200.27 per month, (b) expiration date of the Initial Term of the Lease is extended to May 10, 2019, which
date is 180 months from the Expansion Rent Commencement Date, and (c) the Security Deposit required under Section 7.1 of the Lease is increased to $540,400.54. 
  

2. EXPANSION LAND AMENDMENT. Pursuant to Lease Section 24.2, Landlord and Tenant were to cooperate to cause the addition of certain real
property to the Premises (the “Expansion Land”) and in connection with that addition, Tenant was to transfer certain other real property to WSDOT. Those transactions have not yet been completed, and Landlord and Tenant agree that once they
are complete, they will execute a further amendment to the Lease to acknowledge fulfillment of the conditions in Lease Section 24.2 and to amend Lease Exhibit A to reflect the addition of the Expansion Land to the Premises. Such amendment will not
cause any change to the Lease terms set forth in paragraph 1 above. 
  
 3. NO OTHER AMENDMENTS. Except as modified by this Amendment and by Amendment No. 1 dated December 31, 2002, the Lease remains in full force and effect and has not been modified or amended. 
  
 DATED: June 14, 2004. 
  

							
	LANDLORD:
	
	 ARE-1208 Eastlake Avenue, LLC,

	 a Delaware limited liability company

		
	 By:
	 	 ALEXANDRIA REAL ESTATE EQUITIES, L.P.,

	 	 	 a Delaware limited partnership,

	 	 	 managing member

			
	 	 	 By:
	 	 ARE-QRS CORP.,

	 	 	 	 	 a Maryland corporation,

	 	 	 	 	 general partner

				
	 	 	 	 	 By:
	 	 /s/ Peter J. Nelson, CFO


	 	 	 	 	 	 	 Peter J. Nelson, CFO











			
	TENANT:
	
	 ZYMOGENETICS, INC.,

	 a Washington corporation

		
	 By:
	 	 /s/ James A. Johnson


	 Name:
	 	 James A. Johnson

	 Title:
	 	 Senior Vice President and Chief Financial Officer



  

			
	 STATE OF WASHINGTON
	  	 )

	 	  	 ) ss.

	 COUNTY OF KING
	  	 )


  
 I certify that I know or have
satisfactory evidence that James A. Johnson signed this instrument, on oath stated that he was authorized to execute the instrument and acknowledged it as the Senior Vice President and Chief Financial Officer of ZymoGenetics, Inc. to
be the free and voluntary act of such party for the uses and purposes mentioned in the instrument. 
  
 Dated: June 11, 2004. 
  

	
	 /s/ Carol A. Alto


	 (Signature)

	
	 Notary Public


	 Title

	
	 My appointment expires March 7, 2006



  

 2 









			
	 STATE OF CALIFORNIA
	  	 )

	 	  	 ) ss.

	 COUNTY OF LOS ANGELES
	  	 )


  
 I certify that I know
or have satisfactory evidence that Peter J. Nelson is the person who appeared before me, and said person acknowledged that he/she signed this instrument, on oath stated that he/she was authorized to execute the instrument and acknowledged it as the
Chief Financial Officer of ARE-QRS Corp., general partner of Alexandria Real Estate Equities, L.P., the Managing Member of ARE-1208 Eastlake Avenue, LLC, to be the free and voluntary act of such party for the uses and purposes mentioned in this
instrument. 
  
 DATED: July 19, 2004. 
  

	
	 /s/ Shelly A. Kroll


	 (Signature of Notary Public)

	
	 Shelly A. Kroll


	 (Printed Name of Notary Public)

	
	 My Appointment expires: August 10, 2006



  

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